Updated: April 3, 2023
BY ACCESSING OR USING ANY PART OF THE SITE OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS, WHICH CONTAIN AN ARBITRATION AGREEMENT, A WAIVER OF CLASS-ACTION RIGHTS, AND LIABILITY LIMITATIONS.
PLEASE READ SECTION 12 OF THIS AGREEMENT CAREFULLY, AS IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT. YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND YOU ARE AGREEING TO MANDATORY INDIVIDUAL ARBITRATION FOR THE RESOLUTION OF DISPUTES AND WAIVING YOUR RIGHT TO A JURY TRIAL ON YOUR CLAIMS.
If you have any questions about these Terms, please contact us by email email@example.com
Description of Services.
(a) Right to use
We grant you the right to access and use the Services in accordance with this Agreement. Unless otherwise specified, the Services are for your personal and non-commercial use. You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products or services obtained from the Services.
(b) Manner of use
You may not:
1. reverse engineer, decompile, disassemble or work around technical limitations in the Services, except to the limited extent permitted by applicable law.
2. disable, tamper with or otherwise attempt to circumvent any mechanism that limits your use of the Services; or
3. rent, lease, lend, resell, transfer, or sublicense any Services or portion thereof to or for third parties, except as explicitly permitted herein or in license terms that accompany any Services component.
(a) Intellectual Property Rights
Any comments, bug reports, ideas or other feedback about the Site or Services, including, without limitation, about how to improve the Site (collectively, “Feedback”) you may choose to provide Eightco Holdings, Inc. is free for Eightco Holdings, Inc.’s use in any way we may choose without additional compensation to you. You hereby grant us a perpetual, irrevocable, nonexclusive, royalty-free worldwide license to incorporate and use the Feedback for any purpose.
(c) Third-Party Content
No Unlawful or Prohibited Uses
As a condition of your use of the Stie and the Services, you will not use the Site or the Services for any purpose that is unlawful or prohibited by these Terms, conditions, and notices. You may not use the Services in any manner that could damage, disable, overburden, or impair any Eightco Holdings, Inc. server, or the network(s) connected to any Eightco Holdings, Inc. server, or interfere with any other party’s use and enjoyment of any Services. You may not attempt to gain unauthorized access to any Services, other accounts, computer systems or networks connected to any Eightco Holdings, Inc. server or to any of the Services, through hacking, password mining or any other means. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through the Services. You may not attempt to copy or change, alter, or otherwise attempt to modify the Services or these Terms.
(a) In any way that violates any applicable United States federal, state, or local law or regulation or international law (including, without limitation, any laws regarding the export of data, software, currency or other products or materials to and from the Unites States and other countries);.
(b) You are not a citizen or resident of a state, country, territory or other jurisdiction that is embargoed by the United States or where your use of the Site would be illegal or otherwise violate any applicable law., and you are not named on the Office of Foreign Asset Control of the U.S. Department of the Treasury’s Specially Designated and Blocked Persons List.
(c) For the purpose of exploiting, harming, or attempting to exploit or harm minors (persons under 18 years of age) in any way including by exposing them to inappropriate content. for the collection of personally identifiable information, or otherwise.
(e) To use the Site or Services to transmit, procure, or send any surveys, contests, pyramid schemes, advertising or promotional material without our prior written consent, including any junk mail, chain letter, spam, or any similar solicitation (commercial or otherwise);
(f) To defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
(g) To publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, obscene, indecent or unlawful topic, name, material, or information.
(h) To upload, or otherwise make available, files that contain images, photographs, software or other material protected by intellectual property laws, including by way of example and not as limitation, copyright, or trademark laws (or by rights of privacy or publicity) unless you own or control the rights to do so and have received all necessary consent to do the same.
(i) Use any material or information, including images or photographs, which are made available through the Services in any manner that infringes any copyright, trademark, patent, trade secret, or other proprietary right of any party.
(j) Upload files that contain viruses, Trojan horses, worms, time bombs, cancelbots, corrupted files, or any other similar software, programs or malware that may damages the operation of another’s computer, network or property of another.
(k) Falsify or delete any copyright management information, such as author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
(l) Restrict or inhibit any other users from using or enjoying the Services.
(m) Harvest or otherwise collect information about others, including email addresses, including use, download or otherwise copying or providing to a person or entity any directory of the users of the Site or the Services or other user or usage information or any portion thereof.
(n) Create a false identity for the purpose of misleading others.
Eightco Holdings, Inc. has no obligation to monitor the Site or the Services. However, Eightco Holdings, Inc. reserves the right to review materials posted by users and to remove any materials in its sole discretion. Eightco Holdings, Inc. further reserves the right to terminate your access to any or all of the Site or the Services at any time, without notice, for any reason whatsoever.
Eightco Holdings, Inc. reserves the right at all times to disclose any information as Eightco Holdings, Inc. deems necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Eightco Holdings, Inc.’s sole discretion.
Disclaimers and Limitation of Liability
(a) YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR ACCESS TO AND USE OF THE SITE AND SERVICES IS AT YOUR SOLE RISK, AND THAT THE SITE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE MAKE NO EXPRESS WARRANTIES AND HEREBY DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SITE AND/OR THE SERVICES AS A WHOLE, AND ANY PART OF EACH (INCLUDING, WITHOUT LIMITATION, THE SITE OR ANY EXTERNAL WEBSITES), INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, CORRECTNESS, ACCURACY, OR RELIABILITY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE, OUR SUBSIDIARIES, AFFILIATES, AND LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (i) YOUR ACCESS TO OR USE OF THE SITE WILL MEET YOUR REQUIREMENTS, (ii) YOUR ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, (iii) USAGE DATA PROVIDED THROUGH THE SITE WILL BE ACCURATE, (iv) THE SITE OR ANY CONTENT OR FEATURES MADE AVAILABLE ON OR THROUGH THE SITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (v) THAT ANY DATA THAT YOU DISCLOSE WHEN YOU USE THE SITE WILL BE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
(b) YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND AGREE THAT WE HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR WILLFUL MISCONDUCT.
(c) YOU UNDERSTAND AND AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES WHICH YOU MAY INCUR, HOWSOEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), LOSS OF GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER INTANGIBLE LOSS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(d) YOU AGREE THAT OUR TOTAL, AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR ACCESS TO OR USE OF (OR YOUR INABILITY TO ACCESS OR USE) ANY PORTION OF THE SITE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, IS LIMITED TO $1,000 US.
(e) YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE SITE AVAILABLE TO YOU AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON YOUR REPRESENTATIONS AND WARRANTIES, THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN. WE WOULD NOT BE ABLE TO PROVIDE THE SITE TO YOU WITHOUT THESE LIMITATIONS.
(g) SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE DISCLAIMER, EXCLUSION OR LIMITATION OF CERTAIN LIABILITIES. TO THE EXTENT THAT THEY ARE HELD TO BE LEGALLY INVALID, THE DISCLAIMERS, EXCLUSIONS AND LIMITATIONS SET FORTH IN THIS AGREEMENT, INCLUDING THIS SECTION 5, DO NOT APPLY AND ALL OTHER TERMS SHALL REMAIN IN FULL FORCE AND EFFECT.
(a) Eightco Holdings, Inc. aims to provide a website that is accessible to a wide and diverse audience, regardless of technology or ability. We strive to provide a website and content that is accessible to persons with disabilities, including screen reader technology and other adaptive aids.
(b) We endeavor to maintain our website in line with the World Wide Web Consortium Website Content Accessibility Guidelines (“WCAG”), the Americans with Disabilities Act (“ADA”), Section 508 of the Rehabilitation Act of 1973, and other U.S. compliance standards.
(c) Please note that Eightco Holdings, Inc.’s website contains links to websites hosted by third parties. These third parties may not have undertaken the efforts that Eightco Holdings, Inc. has to address the various standards mentioned above. Our website informs users when they are about to leave the Eightco Holdings, Inc. website and prompts confirmation on whether you wish to be redirected to a third party controlled website. Eightco Holdings, Inc. does not make claims regarding the accessibility of third-party websites and is not able to make accommodations on such websites. Please review the accessibility statements and other terms of the third-party websites you choose to access.
(d) As the law and accessibility standards continue to change, please understand that our efforts to improve online accessibility are ongoing. We encourage you to contact us at firstname.lastname@example.org if you have any questions.
Indemnification and Release
(a) You agree to indemnify, defend and hold harmless Eightco Holdings, Inc., Inc. and its Affiliates, licensors, suppliers and sponsors, and each of their respective directors, officers, members, shareholders, managers, agents, contractors, partners, advisors, employees, licensors, content creators, and suppliers (collectively, the “Eightco Holdings, Inc. Indemnified Parties”) from and against any claim, liability, loss, damage (actual and consequential) of any kind or nature, suit, judgment, litigation cost, and attorneys’ fees (collectively, “Liabilities”) arising out of or in any way related to (i) your breach of this Agreement, (ii) your violation of any intellectual property right or other rights of another party, and/or (iii) your violation of Applicable Laws, rules or regulations in connection with your access to or use of the Site or Services. This indemnity shall be applicable without regard to the negligence of any party, including any indemnified person, and shall survive any termination of this Agreement.
(b) To the maximum extent permitted by Applicable Law, you hereby irrevocably and unconditionally release and waive all claims against any Eightco Holdings, Inc. Indemnified Parties from any and all Liabilities of every kind and nature, arising out of or in any way connected with your use of the Site or the Services. To the extent that you do have any claims against Eightco Holdings, Inc., Inc., you agree that: (i) any and all disputes, claims and causes of action against Eightco Holdings, Inc., Inc. arising out of or connected with your use of the Site and/or the Services shall be resolved individually, without resort to any form of class action; and (ii) any and all claims, judgments and awards shall be limited to actual and documented damages and out-of-pocket costs incurred, but shall in no event include attorneys’ fees or litigation costs (e.g., court filing fees and related costs).
We reserve the right, in our sole and absolute discretion, to refuse, suspend, restrict or terminate your access to the Site, or any portion thereof, without notice to you and for any reason or no reason. You acknowledge that we have the right, but not the obligation, exercisable in our sole and absolute discretion, to suspend or terminate your access to all or part of the Site or Services: (i) at the request of law enforcement or other government agencies; (ii) if the Site or Services are discontinued or materially modified; (iii) upon the occurrence of any technical or security issues or problems; (iv) if you engage in any conduct that we believe, in our sole and absolute discretion, violates any provision of this Agreement or other incorporated agreements or guidelines or violates the rights of Eightco Holdings, Inc. or third parties; or (v) upon any breach by you of this Agreement. The exercise of our right to restrict or terminate your access to the Site and/or the Services, whether or not ultimately determined to be justified, will not, under any circumstances, constitute our breach under this Agreement. Neither the exercise or nor the failure to exercise such right to restrict or terminate your access to the Site and/or our Services will constitute an election of remedies or limit us in any manner in the enforcement of any other remedies available to us.
We reserve the right to make changes to these Terms, at any time. If any changes are made to this Agreement, we will provide a notice on our Site, by updating the date at top of this Agreement. Any changes made to this Agreement will go into effect on the date they are made, and your continued access to the Site, or use after the Terms have been updated with constitute your binding acceptance of these updates. If you do not agree to the revised Terms, you may not access or use our Site.
If any term or provision of this Agreement is deemed invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
This Agreement and all matters related to it shall be governed by, construed, and enforced in accordance with the laws of the State of Delaware, U.S.A., as they are applied to agreements entered and to be performed entirely within Delaware and without regard to conflict of law principles, except to the extent that law is inconsistent with or preempted by United States federal law.
Notice and Procedure for Making Claims of Copyright Infringement
In accordance with the Digital Millennium Copyright Act of 1998 (the text of which may be found on the U.S. Copyright Office website), Eightco Holdings, Inc. will respond expeditiously to claims of copyright infringement alleged to be committed at the Eightco Holdings, Inc. Web Sites or at a location to which Eightco Holdings, Inc. provides a link, that are reported to the individual designated below.
If you are a copyright owner, or are authorized to act on behalf of an owner of any exclusive right under copyright, and you believe that your work has been copied in a way that constitutes copyright infringement by Eightco Holdings, Inc. or a user, you may submit a notice of infringement to the individual designated below.
Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to:
Eightco Holdings, Inc., Inc.
200 9th Avenue North Suite 220
Safety Harbor, FL 34695
Eightco Holdings, Inc. may, in appropriate circumstances, terminate a Eightco Holdings, Inc. Web Site user if he or she is a repeat infringer. If you believe that a Eightco Holdings, Inc. Web Site user is a repeat infringer, please follow the instructions above to contact Eightco Holdings, Inc.’s designated agent and provide information sufficient for Eightco Holdings, Inc. to verify that the user is a repeat infringer.
Dispute Resolution; Arbitration
Please read the arbitration agreement in this Section (“Arbitration Agreement”) carefully. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.
Applicability of Arbitration Agreement. You agree that any dispute, claim, or request for relief relating in any way to your access or use of the Site, to any products sold or distributed through the Site, or to any aspect of your relationship with Eightco Holdings, Inc., will be resolved by binding arbitration, rather than in court, except that Eightco Holdings, Inc. may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all disputes or claims and requests for relief that arose or were asserted before the effective date of this Agreement or any prior version of this Agreement.
Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your dispute or claim or request for relief to us at email@example.com. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims, counterclaims, or request for relief under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other disputes shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.com or by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Authority of Arbitrator. The arbitrator shall have exclusive authority to (i) determine the scope and enforceability of this Arbitration Agreement and (ii) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to, any assertion that all or any part of this Arbitration Agreement is void or voidable. The arbitrator will decide the rights and liabilities, if any, of you and us. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and this Agreement (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
Waiver of Jury Trial. YOU AND EIGHTCO HOLDINGS, INC. HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and we are instead electing that all disputes, claims, or requests for relief shall be resolved by arbitration under this Arbitration Agreement, except as set forth above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow this Agreement as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Waiver of Class or Other Non-Individualized Relief. ALL DISPUTES, CLAIMS, AND REQUESTS FOR RELIEF WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any of this section’s limitations as to a given dispute, claim, or request for relief, then such aspect must be severed from the arbitration and brought into the State or Federal Courts located in the State of Delaware. All other disputes, claims, or requests for relief shall be arbitrated.
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to firstname.lastname@example.org within thirty (30) days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, your username (if any), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of this Agreement will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
Severability. Except as provided in above, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with us.
Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if we make any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing us at email@example.com and expressly opting out of this Arbitration Agreement.
Limitation on Time to File Claims
The owner of the Site is based in the United States. We provide this Website for use only by persons located in the United States. We make no claims that the Website or any of its content is accessible or appropriate outside of the United States. Access to the Website may not be legal by certain persons or in certain countries. If you access the Website from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.
(a) “Affiliate” means, with respect to any specified Person (as defined below), any other Person who, directly or indirectly, controls, is controlled by, or is under common control with such Person, including without limitation any general partner, managing member, officer or director of such Person or any venture capital fund now or hereafter existing that is controlled by one or more general partners or managing members of, or shares the same management company with, such Person.
(b) “Applicable Law” means any domestic or foreign law, rule, statute, regulation, by-law, order, protocol, code, decree, or other directive, requirement or guideline, published or in force which applies to, or is otherwise intended to govern or regulate, any Person, property, transaction, activity, event or other matter, including any rule, order, judgment, directive or other requirement or guideline issued by any Governmental Authority (as defined below) having jurisdiction over the Eightco Holdings, Inc., you, or as otherwise duly enacted, enforceable by law, the common law or equity.
(c) “Governmental Authority” includes any domestic or foreign federal, provincial or state, municipal, local or other governmental, regulatory, judicial or administrative authority.
(d) “Person” means an individual, a partnership, a joint venture, a limited liability company or partnership, a corporation, a trust, an unincorporated organization or a government or any department or any agency or political subdivision thereof.
(e) “Privacy Statement” means our Privacy Statement located at https://www.8co.Holdings/privacy-policy.
(f) “Service(s)” refers to, in the aggregate, our Site (as defined below), social media accounts, and any features, functions, services, products, rewards, offers, content, materials or information available on or through our Site or social media accounts.
(g) “Site” means the website located at https://www.8co.Holdings